Taking the Situation of Consumers Seriously

Situationist Contributor David Yosifon recently posted his superb article, “The Consumer Interest in Corporate Law,” (43 UC Davis Law Review 253-313 (2009)) on SSRN. It’s an important, well written, and very situationist analysis of the influence of corporate law and corporations on consumers. Here’s the abstract.

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This Article provides a comprehensive assessment of the consumer interest in dominant theories of the corporation and in the fundamental doctrines of corporate law. In so doing, the Article fills a void in contemporary corporate law scholarship, which has failed to give sustained attention to consumers in favor of exploring the interests of other corporate stakeholders, especially shareholders, creditors, and workers. Utilizing insights derived from the law and behavioralism movement, this Article examines, in particular, the limitations of the shareholder primacy norm at the heart of prevailing “nexus of contracts” and “team production” theories of the firm. The Article concludes that fundamental reforms in corporate governance may be needed in order to vindicate the consumer interest in corporate enterprise.